Press Release

SEATTLE--(BUSINESS WIRE)--Jul. 22, 2009--
Amazon.com, Inc. (NASDAQ:AMZN) today announced that it has reached an
agreement to acquire Zappos.com, Inc. a leader in online apparel and
footwear sales that strives to provide shoppers with the best possible
service and selection. The acquisition brings together two companies who
share a passion for serving customers and whose customers benefit from
cultures of innovation and long term thinking.

“Zappos is a customer focused company,” said Jeff Bezos, Founder and CEO
of Amazon.com. “We see great opportunities for both companies to learn
from each other and create even better experiences for our customers.”

Under the terms of the agreement, Amazon will acquire all of the
outstanding shares and assume all outstanding options and warrants of
Zappos in exchange for approximately 10 million shares of Amazon common
stock, equal to approximately $807 million based on the average closing
price for the 45 trading days ending July 17, 2009. In addition, Amazon
will provide Zappos employees with $40 million in cash and restricted
stock units. Subject to various closing conditions, the acquisition is
expected to close during the Fall of 2009.

Following the acquisition, the Zappos management team will remain intact
and Zappos will operate its successful brand, customer experience and
unique culture of service independently with headquarters in Las Vegas,
NV.

“We are joining forces with Amazon because there is a huge opportunity
to utilize each other’s strengths and move even faster towards our
vision of delivering happiness to customers, employees and vendors,”
said Tony Hsieh, CEO of Zappos. “We will continue to build the Zappos
brand and culture in our own unique way, and we believe Amazon is the
best partner to help us do this over the long term.”

About Amazon.com

Amazon.com, Inc. (NASDAQ: AMZN), a Fortune 500 company based in Seattle,
opened on the World Wide Web in July 1995 and today offers Earth's
Biggest Selection. Amazon.com seeks to be Earth's most customer-centric
company, where customers can find and discover anything they might want
to buy online, and endeavors to offer its customers the lowest possible
prices. Amazon.com and other sellers offer millions of unique new,
refurbished and used items in categories such as Books; Movies, Music &
Games; Digital Downloads; Electronics & Computers; Home & Garden; Toys,
Kids & Baby; Grocery; Apparel; Shoes & Jewelry; Health & Beauty; Sports
& Outdoors; and Tools, Auto & Industrial.

This announcement was issued on July 22, 2009. In connection with the
proposed merger, Amazon.com will file a registration statement on Form
S−4 with the Securities and Exchange Commission that will contain a
consent solicitation/prospectus.Zappos’ shareholders and
investors are urged to carefully read the consent
solicitation/prospectus when it becomes available and other relevant
documents filed with the Securities and Exchange Commission regarding
the proposed merger because they contain important information about
Amazon.com, Zappos and the proposed merger. Shareholders and
investors will be able to obtain the consent solicitation/prospectus
when it becomes available at www.sec.gov
or www.amazon.com/ir.

Forward-Looking Statements

This announcement contains forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. Examples of forward-looking statements,
include, but are not limited to: (i) projections of revenues, income or
loss, earnings or loss per share, cash flows, the payment or non-payment
of dividends, capital structure, and other financial items, (ii)
statements of plans and objectives by management or Boards of Directors
including those relating to the expected operation and management of
Zappos following the merger and expected benefits, efficiencies and
integration of operations from and following the merger, (iii)
statements of future economic performance and (iv) statements of
assumptions underlying such statements. Words such as “anticipates,”
“believes,” “expects,” “future,” “intends,” “targeted,” “may,” “will”
and similar expressions are used to identify forward-looking statements
but are not the exclusive means of identifying such statements.

Forward-looking statements reflect current expectations, are inherently
uncertain and are subject to known and unknown risks, uncertainties and
other factors, and actual results may differ significantly. Factors that
could cause future results to differ materially from expected results
include, but are not limited to: failure or inability to consummate the
merger, effects of the merger on Amazon.com’s financial results, the
effect of regulatory approvals, the difficulty in determining the fair
value of Zappos, the potential inability to successfully operate or
integrate Zappos’ businesses, including the potential inability to
retain customers, key employees or vendors, and risks related to
competition, management of growth, new products, services and
technologies, potential fluctuations in operating results, international
expansion, outcomes of legal proceedings and claims, fulfillment center
optimization, seasonality, commercial agreements, acquisitions and
strategic transactions, foreign exchange rates, system interruption,
inventory, government regulation and taxation, payments and fraud. More
information about factors that potentially could affect Amazon.com's
financial results is included in Amazon.com's filings with the
Securities and Exchange Commission, including its most recent Annual
Report on Form 10-K and subsequent filings.

About Zappos.com

Established in 1999, Zappos.com has quickly become a leader in online
apparel and footwear sales by striving to provide shoppers with the best
possible service and selection. Zappos.com currently stocks millions of
products from over 1000 clothing and shoe brands. Zappos.com was
recognized in 2009 by FORTUNE MAGAZINE as one of the "100 BEST COMPANIES
TO WORK FOR", debuting as the highest-ranking newcomer to FORTUNE's 2009
list. More information about the company's customer service philosophy,
unique company culture, and job openings can be found at http://about.zappos.com.
To get a glimpse behind the scenes at Zappos, please visit http://blogs.zappos.com.
More information about the "Zappos Insights" business membership program
can be found at http://www.zapposinsights.com.